0001289889-18-000012.txt : 20180918 0001289889-18-000012.hdr.sgml : 20180918 20180918162121 ACCESSION NUMBER: 0001289889-18-000012 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180916 FILED AS OF DATE: 20180918 DATE AS OF CHANGE: 20180918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hill Michael Douglass CENTRAL INDEX KEY: 0001289889 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36720 FILM NUMBER: 181075909 MAIL ADDRESS: STREET 1: 401 CONGRESS AVE, SUITE 1850 CITY: AUSTIN STATE: TX ZIP: 78701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Upland Software, Inc. CENTRAL INDEX KEY: 0001505155 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 272992077 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 401 CONGRESS AVE. STREET 2: SUITE 1850 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512-960-1010 MAIL ADDRESS: STREET 1: 401 CONGRESS AVE. STREET 2: SUITE 1850 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: Silverback Acquisition Corp DATE OF NAME CHANGE: 20101105 4 1 wf-form4_153730206279833.xml FORM 4 X0306 4 2018-09-16 0 0001505155 Upland Software, Inc. UPLD 0001289889 Hill Michael Douglass 401 CONGRESS AVE., SUITE 1850 AUSTIN TX 78701 0 1 0 0 CFO,Treasurer & Secretary Common Stock 2018-09-16 4 F 0 4550 34.815 D 245990 D Shares withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock awarded under the issuers 2014 Equity Incentive Plan. This is not an open market sale of securities. /s/ Kin Gill (as attorney-in-fact for Mr. Hill) Power of Attorney is attached 2018-09-18 EX-24 2 poa.htm POWER OF ATTORNEY FOR: /S/ KIN GILL (AS ATTORNEY-IN-FACT FOR MR. HILL) POWER OF ATTORNEY IS ATTACHED

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Kin Gill and John Hinners, or any of them signing singly, and with full power of substitution, as the undersigned's true and lawful attorney-in-fact to:
(1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission (the "SEC"), if necessary, a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the "Act") or any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Upland Software, Inc., a Delaware corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file any such Form or amendment with the SEC and any stock exchange or similar authority, including filing this Power of Attorney with the SEC; and
(4) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to [each] such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorney[s]-in-fact, in serving in such capacity at the request of the undersigned, [is/are] not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Act.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of August, 2018.


/s/ Michael Douglass Hill
Michael Douglass Hill